Survival of the Sickest
by Rogue-Slayer13
Summary: What if Spike and Angel took Fred and the sarcophagus with them, when they went to the Deeper Well? Now Complete! *Revised*
1. Everything Broken Isn't Lost

Survival of the Sickest

Chapter 1: Everything Broken Isn't Lost

By: Rogue-Slayer13

Disclaimer: The characters of Btvs and Ats belong to Joss Whedon, not myself (despite how much I'd like for Spike to be mine, LOL). Also, you might recognize some of the dialogue for being exactly (or as close as it can be) what was on the show and not my own words, this is because I looked at the transcripts available at Buffy-vs-Angel. com and used them to help make the dialogue in this story (although I have added in a few extra comments here and there).

Summary: AU. What if Angel and Spike took Fred and the sarcophagus with them to the Deeper Well?

Xxxxxxxxxx

"It's called Illyria, a great monarch and warrior of the demon age murdered by rivals and left adrift in the Deeper Well."

"Which is what?" Angel asked.

"A burial ground, a resting place of all the remaining old ones," Wesley explained.

"This one ain't restin'," Spike commented.

The group was currently gathered in Wesley's office, while the rogue demon hunter explained what he was able to uncover about Fred's condition. "No. I don't think this is merely an infection. Fred's skin is . . . hardening like a shell. I think she's being hollowed out so this thing can use her to gestate, to claw its way back into the world. That's speculation. Either way, she dies."

"You're awfully optimistic," Spike remarked.

"Do we have any chance of finding this Deeper Well?" Angel asked.

"I already have. It's in England, in the Cotswolds. That's the location to the inch."

"Lorne, tell Harmony to prep the jet, we can be there in ten hours," Angel said.

"You can be there in four."

Everyone turned to look at Knox.

"We have really good jets," Knox added.

"It will have a guardian, maybe several," Wesley said.

"Let 'em send an army," Spike said.

"How do we know goin' there's gonna do squat?" Gunn asked.

"The Deeper Well is almost like a prison for the dead. If something get's out, it's written that it can be drawn back from the source," Wesley said.

"That's our shot," Angel commented.

"We'll keep working here, but, yes, I think it is." Wesley examined some of the papers strewn across his desk.

"If nobody thinks it's too ridiculous, I'm going to pray," Lorne said.

"No, it's appreciated. Time is not on our side."

"Nobody's on our side," Spike remarked.

"Come on. Let's save the day," Angel said as he got to his feet.

"I think you should take Fred and the sarcophagus with you," Wesley stated from his spot at his desk.

"Is she in any condition to fly?" Angel looked over at Wesley.

"No, but if Illyria really can be called back from the source, god knows what damage it could leave in its wake. The closer Fred and the sarcophagus are to the Deeper Well, the better," Wesley replied.

"Call the medical ward and have them get her ready." Angel walked out of Wesley's office followed by Spike.

Xxxxxxxxxx

"Is she ready?" Spike walked into the medical ward.

"Yes, but, need I remind you, that this is strictly against medical advice," replied the middle-aged nurse as she lead Spike to Fred.

"So I've been told," Spike commented, a hint of annoyance in his voice.

"If the poor dear dies, just remember that both Mr. Whyndam-Pryce _and_ Mr. Angel were warned."

Spike mumbled something that sounded like _evil old hag _under his breath as the nurse walked away.

"It's nice to know that people are routing for you when you're feeling under the weather," Fred said quietly.

"Don't mind her Luv, she's just a cold old woman sensing that the end is near," replied Spike.

Fred smiled. "Is the jet ready?"

"Yeah, I take it you're ready to get outta 'ere?"

"Yes, I can't stand that old woman. All she does is circle the medical ward waiting for someone to die. She's like a vulture," Fred remarked as she stood up.

Xxxxxxxxxx

Spike and Angel sat on opposite sides of the aisle on one of Wolfram & Hart's private jets, while Fred was sleeping in a chair further down. Angel firmly gripped the armrests of his chair, while Spike obsessively fingered his seatbelt.

"I've never flown before," Spike sighed as he crossed his arms.

"I've been in a helicopter. They don't . . ." Angel looked out the window of the plane. "Go this high."

"Back to the mother country. Hey, after we save Fred, the three of us should hit the West End, take in a show."

"I've never seen Les Mis," Angel commented.

"Trust me, half way through the first act, you'll be drinking humans again," Spike scoffed.

"Can't lose her, Spike." Angel looked over to where Fred was sleeping peacefully.

"We won't."

"I lost Cordy."

"That was way out of your hands, Mate. She chose that path and accepted the consequences."

Xxxxxxxxxx

Angel lead the way through the grove of trees with Spike following closely behind him, with Fred leaning against him for support.

"When is a door not a door? When it's not soddin'-well there," Spike remarked.

"Right there," Angel pointed over at a large tree. "You wanna bet that's the entrance to the Deeper Well?"

"Either that, or Christmas land. Do you ever 'ave any fun?" Spike asked.

There was a flash of light and armored men wielding swords rushed out of the tree. Spike quickly pushed Fred gently out of the way.

"I'm about to," Angel stated with a ghost of a grin on his face.

"And they even brought us weapons. Strategy?" Spike glanced over at Angel.

"Just hold my hand."

Spike raised an eyebrow, but reached out and took Angel's hand anyway.

"St. Petersburg," Spike said with a nod.

"Thought you'd forgotten."

Spike let go of Angel's hand, dropping a length of wire between the two. The two waited until the creature's were fairly close, before stepping apart and pulling the wire taut. The demons ran into the wire, which clothes lined and decapitated them at the same time. The two vampires then picked up the fallen swords and used them to fight off the next bunch of demons to leave the tree.

As Angel finished off the last demon, he looked up at the sky. "Is that all? We haven't even started!"

A man appeared in front of the tree and walked toward Angel.

"I'd say that's enough."

"Drogyn," Angel stated.

"Angel," the man replied.

Spike headed over to make sure that Fred was okay.

"You're the keeper of the well," Angel commented.

"Have been for decades," Drogyn replied with a curt nod.

"Well, who in the bloody . . ."

"Do not ask me a question," Drogyn interrupted angrily as he got up in Spike's face. "If you ever ask me a single question, I will kill you outright. Don't think for a moment that I can't."

"He can. He would," Angel commented.

"Eh?" Spike raised an eyebrow.

"You're here about Illyria," Drogyn stated.

"Yes," Angel replied.

"Walk in."

"But how . . . ?" Spike asked looking at the entrance to the Deeper Well.

"I just said, not a moment ago, don't ask." Drogyn walked toward the tree.

"Seriously. He doesn't like questions," Angel said quietly.

"Why not?" Fred asked.

"He can't lie."

Spike and Fred followed Angel, who was following Drogyn though the Deeper Well.

"I would have never thought that you'd end up here, Angel," Drogyn stated.

"I could say the same," replied the vampire.

"So, you two know each other?" Drogyn glared at Spike. "That was a statement; I already know that you do."

"You shouldn't try to make him mad," Fred whispered.

"But that's half the fun Luv." Spike grinned at Fred, causing her to roll her eyes, but smile none the less.

"I tell you all that I can. The old ones were demons pure. They warred as we would breathe . . . endlessly. The greater ones were interred, for death was not always their end. Illyria was feared and beloved as few are. It was laid to death in the very depth of the well . . . until it disappeared a month ago."

"Someone took it from under your nose a month ago, and you don't miss it 'til now? That makes you quite the crap jailer, doesn't it," Spike commented, receiving another glare from Drogyn. "Also a statement."

Drogyn stopped walking and looked at Angel. "Your friend likes to talk."

"So much, he's even right sometimes," Angel replied. "The man I remember couldn't be stolen from so easily."

"The tomb was not stolen. It disappeared. I believe it was predestined to as part of Illyria's escape plan. And as for my not noticing," Drogyn put out his torch in a tub of water. "Well, my charges are not few."

Spike, Fred, and Angel followed Drogyn into the chamber and onto a bridge. The three leaned over the edge of the bridge to see and endless pit, lined with sarcophaguses.

"Bloody 'ell."

"How far does this go down?" Angel asked.

"All the way. All the way through the Earth."

"I'm getting dizzy," Fred said quietly as she stepped away from the edge of the bridge.

"So, the coffin disappeared, teleported, but it was brought to us," Angel stated.

"Illyria was a great power . . . so great that, after millions of years dead, somewhere on this Earth still has acolytes." Drogyn turned to Spike and Angel. "It's been freed . . . the demon's essence."

"Yeah, it's been freed. Why do you think we're here?" Drogyn glared at Spike, which made him angry and he started an endless line of questions. "And what's your favorite color? What's your favorite song? Who's the goalkeeper for Manchester United? And how many fingers am I holdin' up?" Spike made a rude gesture with his index and middle fingers, which looked like a backwards peace sign. "You wanna kill me? Try. But I don't have time for your quirks."

Drogyn looked at Angel. "The power to draw back Illyria lies in there. It requires a champion who has traveled from where it lies, to where it belongs."

"You've got two of those right here," Angel commented.

"If we bring the sarcophagus back to the well, it will draw Illyria out of your friend . . . and into every single person between here and there."

"Wait a minute, we have the sarcophagus with us," Spike said.

"You do?" Drogyn asked.

"Yes, Wesley thought that it would be wise to bring it with us along with Fred," Angel replied.

"Well then let's bring it back here. If there's nothing standing between your friend and the sarcophagus, Illyria should be safely drawn out of her."

"Can you do a teleportation spell?" Angel asked.

"Of course, let me go gather the ingredients." Drogyn turned and set off to gather the required ingredients for the spell.

Xxxxxxxxxx

To Be Continued . . .

I know it's a lot of straight from the show dialogue, but I really need that, so the story has a good strong foundation. Please review and tell me what you think, I know it's been awhile since my last two fics.

Love it? Hate it? Tell me what you think!


	2. Waiting in the Wings

Survival of the Sickest

Chapter 1: Waiting in the Wings

By: Rogue-Slayer13

Disclaimer: The characters of Btvs and Ats belong to Joss Whedon, not myself.

Summary: See chapter one

Xxxxxxxxxx

Lorne sat in a chair in the corner of Angel's office praying with his face in his hands. Wesley was furiously pacing the length of the office while Gunn leaned against the wall looking out the window of Angel's office. Knox sat on the couch, not really knowing what else to do at the moment.

"I hate feeling useless," Gunn commented.

"Yeah, I'd like nothing more then to be the White Knight in this messed up little fairy tale. I mean, I don't just care about Fred, I practically worship it," Knox stated.

The last sentenced caused all three men to turn and look at the scientist with quizzical looks.

"You said, 'it'," Gunn said.

"What?" asked a confused Knox.

"You said 'it', not 'her'. You said, 'I worship it'," Wesley stated.

"Oops."

"You did this. This is all your fault!" Gunn shouted as he advanced on Knox.

"I just played my part," Knox replied with a grin.

"You slimy bastard. You couldn't stand the thought of me being with her instead of you, so you kill her?" Wesley shouted as he too closed the space between Knox and himself.

"I chose Fred because I love her!" Knox shouted as he backed up a bit. "She's worthy of being Illyria's shell."

"What are you getting at?" Wesley demanded.

"This was all predestined millions of years ago. There's nothing you can do to stop it. There's only a few of us, but that doesn't matter, there's a great kingdom waiting for Illyria in another dimension. I'm just a small part of the plan. This thing is so much bigger then you could ever imagine. All you can do now is wait," finished Knox with a cocky grin.

There was a moment of silence before Gunn head butted Knox, knocking him out cold.

"Bastard."

Xxxxxxxxxx

Fred watched as Drogyn began the incantation to teleport the sarcophagus from the jet to the Deeper Well. He was standing in front of a circle that had been traced onto the chamber floor. Around the circle were four candles and in the center of it was a bundle of herbs. As Drogyn continued to chant, the herbs began to smoke, the smoke cloud growing larger and larger until it blocked Drogyn from view. When the smoke finally subsided, Illyria's sarcophagus was in the middle of the circle.

"You sure you're up to this?" Angel asked.

"Yeah," Fred replied as she turned to look at Angel. "I'll be fine, I mean, what else do I have to lose?"

"Everything's gonna be fine," replied the vampire.

"I hope so," Fred said as she turned and walked toward Drogyn.

"Are you sure she'll be okay?" Angel asked.

"If everything goes according to plan, your friend should be fine," replied a slightly annoyed Drogyn.

Spike looked across the bridge and into the chamber where Fred was sitting cross-legged in one circle while the sarcophagus was in another.

"This better work," Spike said. "Cause we're running out of options."

Fred watched as a blue mist began to form around her. It circled her head before floating over toward the sarcophagus where it began to lazily circle around it. The mist did a few more laps before it formed a straight line from Fred's mouth to the sarcophagus. Fred felt as if her very soul was being pulled out of her body through her mouth. Her entire body began to shake and the warmth was sucked out of her.

Her fingers and toes went numb and it was becoming harder and harder for her to breathe. A massive cloud was violently circling the sarcophagus, the lid of which rattle slightly with the force of the motion. Finally the chain of mist connecting Fred to the sarcophagus disappeared and the cloud was sucked into the sarcophagus. Fred took a deep calming breath and was grateful to feel the warmth return to her body.

Xxxxxxxxxx

"What should we do with him?" Gunn looked over to Knox who was tied to an office chair and slipping in and out of consciousness.

"I say we kill him," Wesley replied coldly.

"Now fellas, it may be just the fact that I'm not a very violent person, but I think murder is a bit too much." Lorne looked at the two men, hoping that they would agree.

"Lorne's right. No matter how evil he may be, he's not worth it," Gunn said.

"We could leave him for Angel to deal with. I'm sure he'll be more then thrilled when he finds out how big of a role Knox played in all of this," suggested the ex-watcher.

Gunn watched as Knox slowly came to and looked around his surroundings.

"What happened?" Knox asked.

"I was this close to kicking your ass," Gunn replied holding his thumb and index finger about half and inch apart. "You're lucky Lorne's a lover and not a fighter. Otherwise, your ass would be dead by now."

"Well I appreciate that very much."

"Just because I convinced them to spare you life, doesn't mean we're bosom buddies or anything," replied the green skinned demon.

"It's probably too late to save her now anyway."

"What do you mean?" Wesley asked.

"I seriously doubt Spike and Angel made it past the keeper of the well and if they didn't do that, then there's no way in hell that they could've saved Fred."

Xxxxxxxxxx

Fred shakily got to her feet and walked back out of the chamber. She was still weak, but she looked a million times better then she had before.

"You back to plain, old Fred again?" Spike asked.

"Yeah," Fred replied with a smile. "It's just plain, old me again."

"Well that's the way we like you." Angel pulled Fred into a hug.

"You should probably be on your way. I'm sure your other friends must be worried," Drogyn said as he lead the group out of the well.

"Thanks for the help," Spike said as he walked out of the Deeper Well.

"Anytime, a friend of Angel's is a friend of mine," Drogyn replied.

"It was nice seeing you again," Angel called as he followed Spike and Fred out of the grove of trees.

Xxxxxxxxxx

To Be Continued . . .

Sorry for the short chapter. Please review!

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	3. I Don't Need You To Hold My Hand

Survival of the Sickest

Chapter 3: I Don't Need You To Hold My Hand

By: Rogue-Slayer13

Disclaimer: The characters of Btvs and Ats belong to Joss Whedon, not myself.

Summary: See chapter one

Author's Note: I'm back! Yay!

Xxxxxxxxxx

Fred watched as Spike and Angel discussed exactly what they were going to do to Knox once they got back to Wolfram & Hart. Angel had called to let everyone know what had happened and that Fred was okay, when Wesley told him how big of a part Knox played in the whole thing. Fred had never seen two people as angry as Spike and Angel were. After several minutes of idol threats and cursing the two had actually got down to some serious planning on what was the best way to remove Knox's vital organs.

"I say we go in through the throat." Angel looked over at Spike.

"Nah, that's too easy. We should do something creative." Spike stated,

"What about hot pokers?" Angel suggested.

"Ooh, how very Angelus of you," Spike replied, clearly expressing his delight in the idea.

"Why don't you two just kick the shit out of him and leave his organs on the inside?" Fred suggested.

Both vampires looked over at the young woman before looking back at each other.

"We haven't had a good ass kicking in awhile," Angel commented.

"Evisceration's too messy anyway," Spike added.

"That's a great idea Fred," Angel said as he and Spike looked back over at her.

"Glad to be of help."

Xxxxxxxxxx

Fred almost got the wind knocked out of her as Wesley pulled her into a hug, picking her up off her feet at the same time.

"I'm so glad you're okay!"

"It's nice to see you too Wes, but I kind of need to breathe," Fred wheezed out.

"Oh, right. Sorry," Wesley replied as he set Fred back down on her feet.

"We're glad you're better Honey Bun." Lorne gave Fred a hug as well, but he was much more gentle then Wesley.

"Yeah, glad to have you back," Gunn added as he gave Fred a quick hug.

"Glad to be back amongst the non-possessed," Fred replied.

"Where's Knox?" Spike asked.

"Yeah, where is the little creep?" Angel looked around.

"Now we don't want to have Angelus coming out to play." Gunn looked at the older vampire.

"He won't, trust me," Angel stated.

"As long as you're sure you've got a lid on things, he's down in one of the containment cells."

"Great," Angel replied as he headed out of the room followed by Spike.

Xxxxxxxxxx

The next day Fred was busy working in her lab when one of the lab techs came up to her.

"You've got a phone call in your office Miss Burkle."

"Thanks Sarah," Fred replied as she went to take the call. "Hello?"

"Hey Fred, I was just calling to check up on you," Gunn's voice came over the phone.

"Well Gunn, nothings happened in the last fifteen minutes since the last time you called me," Fred replied, a tad annoyed at the constant interruption.

"Oh, well I guess I let you get back to work then."

"Okay."

"Take care of yourself," Gunn said.

"I will," replied Fred as she and Gunn both hung up the phone.

Xxxxxxxxxx

"Science Department, Fred speaking."

"Hello Fred."

Fred gave an annoyed sigh before replying. "Hi Wesley."

"Is everything going okay in the lab?" Wesley asked.

"Yes, nothing's changed since you called to ask if I had enough pencils."

"Do you?"

"Do I what?" asked a puzzled Fred.

"Have enough pencils, because if you don't I can . . ."

"I'm fine Wesley, I have plenty of pencils. A whole supply room full in fact." Fred paced around her office wishing that Wesley would get off the phone.

"Oh, well if you need anything . . ."

"I know, give you a call," Fred said quickly.

"Well, I'll talk to you later."

"Okay."

"I love you."

"Talk to you later." Fred hung up the phone and went back to the equation she was working on.

Xxxxxxxxxx

Angel walked into the science lab, only to be pushed back out the door by a very annoyed Fred.

"If you're here to see if I have enough pencils, then the answer is yes and you can leave right now," Fred said, irritation evident in her voice.

"Why would I come to see if you have enough pencils?" Angel asked.

"I don't know, you should ask Gunn and Wesley, they're the ones who seem to think there's some sort of office supply crisis in the science department."

"Oh, well, I just came by to see how you were feeling," said a somewhat embarrassed Angel.

"Physically, I feel fine, emotionally I'm annoyed." Fred put her hands on her hips.

"Well, I'm going to go ahead and leave you alone then."

"Thank you," Fred replied as Angel turned and walked back down the hall.

Xxxxxxxxxx

"Ello Luv."

Fred let out a little shriek and threw the stack of files she was holding into the air. "Oh my god!"

"I prefer Spike, but whatever gets you through the night Pet." Spike bent down and scooped up the files.

"I thought I told you never to do that again," Fred said, taking the files from Spike and placing them down on her desk.

"I thought that only applied when I was popping out of the walls?" Spike cocked his head to the side.

"Well, it now applies to you using that vampire stealth of yours to scare me half to death," Fred informed.

"_Vampire stealth_, that's a new one," Spike said with a chuckle.

"Well I'm glad you're amused. Did you come by to check on me too?" Fred asked with a hint of annoyance.

"Actually, I came by to see if you wanted to go have lunch. Figured you could use a break from all of the mollycoddling."

"Oh," said a shocked Fred. "Well, I don't know. Normally I have lunch with Wesley."

"They have tacos," Spike coaxed.

"I'll get my purse."

Xxxxxxxxxx

"Knock, knock."

Fred looked up from her paperwork to see Lorne standing in the doorway to her office. "Did you come by to hold my hand while I work too?"

"No . . . well sort of," Lorne said taking a seat across from Fred. "How ya holding up Sugar Foots?"

"I'm fine, just really annoyed with everyone."

"_Everyone_?" Lorne asked a bit surprised.

"Yes everyone or at least our entire group has come to check on me. I don't need someone to hold my damn hand while I do my job!"

"Well if it makes you feel any better, I was coming just to see how you felt physically, not if you could do your job right," Lorne pointed out.

"That makes me feel a bit better," Fred replied with a smile.

"So everyone, even Spike?"

"No, Spike's the only one who's acting normal today. It was . . . nice."

"Really? What'd you two do?" Lorne asked, sensing that there was more to Fred's appreciation for Spike's visit then just a break from being checked up on.

"Oh, well we went to eat at this fabulous Mexican restaurant and we had the greatest conversation about traveling. Do you know how many places Spike's been to? And then we came back," Fred replied dreamily.

"Sounds like you had a nice time."

"It was great." Fred gave a little sigh.

"Well I'm glad you two had such a great time." Lorne started to get up.

"Yeah, but it's weird."

"Why's that?" Lorne asked, sitting back down.

"I get along really well with Spike, better then anyone else really, even Wesley."

"Is that a bad thing?" Lorne asked.

"No, but it's definitely a weird one. I mean, I should have a really strong bound with Wesley and . . ."

"You don't?" Lorne offered.

"Not really. I mean, we get along, and I trust him, but I think it's mostly because I know he won't hurt me," Fred said as she looked down at her desk.

"So, Wesley's the safe bet, no risk or danger involved?"

"Yeah, I know exactly what I'll get with Wesley."

"But with Spike . . ."

"I don't know what I'll get. Every time we talk, it's like we've never talked before. I never get tired of listening to him tell stories about all the places he's gone," Fred said with a smile.

"I think you've solved you're dilemma," Lorne replied getting up.

"Wow, when did the conversation shift over to . . . never mind." Fred got up and walked Lorne to the door.

Xxxxxxxxxx

To Be Continued . . .

Thanks for the reviews everyone. Sorry that it's been so long, but I just now got my computer back.

Love it? Hate it? Tell me what you think!


	4. What the Heart Wants

Survival of the Sickest

Chapter 4: What the Heart Wants

By: Rogue-Slayer13

Disclaimer: The characters of Btvs and Ats belong to Joss Whedon, not myself.

Summary: See chapter one

Author's Note: AU means alternate universe, which means this is pretty different from the show, so don't get mad, I warned you. Thanks for the tip about Illyria, I spelt it right, but my computer fixed it and I didn't notice until it was brought to my attention.

Xxxxxxxxxx

Fred watched from her office as Wesley walked into the now mostly vacant lab. She assumed he was here to take her home, but she wasn't sure, he might be coming to see if she needed any more pencils, he'd given her six already. Wesley weaved his way through the lab stations and up to the stairs that led to her office, he disappeared for a brief moment before coming back into view as he opened her office door.

"I just came by to see if you were ready to go home yet."

"I've got a lot left to do here." Fred looked up at Wesley from behind her lab report. "But you can go on home."

"I'd hate to have you have to get a cab or walk."

"I'm not crazy enough to walk anywhere alone in this city Wes," Fred replied with a laugh as she got up from her desk.

"I could wait for you to finish up if you want," Wesley offered.

"Nah, I'll be fine. Besides, I can get a ride home with Spike," Fred said, spotting the bleach blonde out in the hallway.

"Are you sure?"

"Sure about what?" Spike asked as he came up behind Wesley.

"I need someone to give me a ride home once I get done here," Fred explained.

Spike looked from Fred to Wesley and then back up at the scientist. "I can give you a ride Pet. I've got a few things to do for Peaches first, but if you've got work to do anyway, I can just take you when you're done."

"That'd be great." Fred smiled. "See, I told you there was nothing to worry about," Fred said, directing her attention back to her boyfriend.

"Are you sure it's not out of your way?" Wesley asked.

"Not at all mate, sides, I don't mind givin' Fred a lift home."

"Very well. Call me when you get in." Wesley gave Spike one last look before leaving.

"Percy seems awfully clingy today," Spike commented.

"They've all been like that." Fred went back over to her desk to finish reading her report.

Xxxxxxxxxx

"Knock, knock."

Fred looked up to see Spike leaning in the door way to her office, his weight resting on his right forearm.

"Hey, I'm almost done."

"Take all the time you need," Spike replied walking over and taking a seat on the edge of her desk.

"Did Angel have you jumping through hoops all day?" Fred asked.

"Like a bloody circus poodle."

Fred laughed. "Well if it makes you feel any better, he treats everyone like that."

"Yeah, he always was a bossy git," Spike commented as he picked up a coffee mug that was sitting on Fred's desk.

Fred peeked over the edge of her paper to look at Spike while he was busy toying with the mug. She let her eyes wander from his fingers, which were covered with chipped black nail polish, and up his leather clad arm to his sexy cheek bones.

"You won't get any work done if you keep starring at me Luv," Spike said as he set the mug back down.

"I wasn't starring, I was just thinking and I zoned out," replied an embarrassed Fred as she hid behind the paper.

_How did he know? He never even looked at me?_ Fred thought.

"Thinking about what?"

"Nothing important." Fred set down her paper and got her purse out of her desk drawer. "C'mon, let's get out of here."

"Okay Pet," Spike replied as he followed her out of the office.

Xxxxxxxxxx

"You're place or his?"

"Huh?"

Spike looked over at Fred, who had been starring out the passenger side window of the car. "Where is home for the evening? Am I taking you to your place or to Percy's?"

"Oh, my place," Fred replied before going back to looking out the window again.

The next few minutes were spent in silence until Spike spoke again.

"You've been awfully quiet this evening."

"I've just had a lot on my mind is all." Fred turned in her seat so she could look at Spike better.

"Anything you want to talk about?" Spike glanced over at Fred before looking back at the road.

"Not really, just a bunch of random thoughts."

"Well if you need me, I'm always here to lend a compassionate ear," Spike replied as he stopped the car outside Fred's apartment building.

"I'll give you a call." Fred got out of the car and headed inside, pausing to wave Spike good-bye, before going on in.

Fred walked into her dark apartment, turning on the light and shutting the door in almost one fluid motion. She set her keys down on the counter before making her way over to the phone. On the way to the phone she passed by the sofa laying her coat down on the arm. Fred picked up the phone and dialed Wesley's number. There was only one ring before he picked it up.

"Hello?"

"Hey Wes, you said you wanted me to call once I got in."

"Oh yes, did you just get in?"

"Yeah, I came in and called you first thing." Fred began to pace around her apartment while talking to Wesley.

"Well, do you want to come over? We could watch a movie or something. I can come and get you if you want."

"A movie sounds nice," Fred said.

"Great, I'll be over in a bit."

"Okay."

"Love you."

"You too," replied Fred as she hung up the phone.

Xxxxxxxxxx

Over the next few days Fred began to feel smothered. Wesley and Gunn kept checking on her all throughout the day at work and she hardly got to spend anytime alone after work either. Wesley kept calling to see how she was or to see if she wanted to come over. The only person who wasn't worried sick about her was Spike and as weird as it sounded, she liked that about him. She liked that he wasn't worried to death every time she sneezed and that he let her actually do her job.

"What happens if you mix those two together?" Spike asked as he pointed at two of the flasks that were full of brightly colored liquids.

"They'd at least destroy this entire floor and every floor above it," Fred replied.

"Pretty powerful stuff you're working with here Luv."

"Powerful, but boring." Fred mixed two a drop of blue liquid into a beaker full of gray slime and stirred it with a stirring rod.

"It turned pink, doesn't that mean it tests positive for protein?" Spike asked gesturing to the beaker full of slime,

Fred starred at Spike in shock.

"What? Am I wrong?"

"No, not at all, you're exactly right, but how did you know that?" asked an very impressed Fred.

"I guess I've just spent too much time here with you," Spike replied with a shrug. "So, why are you testing for protein?"

"Angel found this in a crypt while on patrol and he wanted to know if it was some sort of protective slime from a demon or if it was a weapon."

Xxxxxxxxxx

Wesley walked into Fred's office to find it empty; he was about to turn and leave when something caught his eye. He walked over to the window that looked out into the lab and saw Spike and Fred sitting very close to each other at a lab station. Wesley felt a pang of jealousy as Fred laughed at something he said.

_She hasn't laughed around me since she got back. _Wesley thought as he headed out of the office and into the lab.

Fred looked up and saw Wesley walking into the lab.

"Looks like Percy wants to talk to you," Spike commented as he looked over his shoulder at Wesley.

"He probably wants to know if I need anymore paperclips or something," Fred sighed.

Spike stifled a laugh as Wesley came up to the two.

"Hey Wesley," Fred greeted.

"Hello."

"So, what brings you to my neck of the woods?" Fred asked.

"I just thought you might want to go and have lunch."

"Well, Spike and I were . . ."

"Go ahead and have lunch with Percy, Luv. I'll talk to you later," Spike said.

Wesley glared at Spike when he called Fred _Luv_.

"Are you sure?" Fred asked looking over at Spike.

"Yeah," Spike replied as he turned and headed out of the lab.

"Have you been to the new deli down the street?" Wesley asked once Spike was gone.

"Nope," Fred replied.

Xxxxxxxxxx

"You okay Sweet Pea?" Lorne asked as Fred walked into his office close to time to go home.

"Not really," Fred replied as she sat down in the chair on the other side of Lorne's desk.

"Trouble in paradise?"

"More like paradise just got ransacked by a hurricane."

"That bad, huh?" Lorne asked.

"Yes, I can't stand this. I feel like I'm being torn in two right now. Part of me wants to stay with Wesley because I know he'd never hurt me, but . . ."

"The other part wants Spike, the man of mystery and danger," Lorne finished for her.

"Exactly and I don't know why," Fred said.

"Girls always go after the bad boys."

"But I never have. I know that bad boys don't go after good girls."

"Maybe not, but I wouldn't be surprised if a Big Bad went after a Science Babe."

"He wouldn't . . . _would he_?" Fred asked uncertainly.

"If these walls could talk," Lorne replied with a smile.

"What do you know?" Fred demanded, leaning forward and grabbing a hold of Lorne's hand.

"I couldn't." Lorne looked away with a very dramatic air about him.

"_Please_?"

"Well, I haven't heard anything, but it's obvious in the way he looks at you."

"What do you mean?" Fred asked.

"Sweet cheeks, he's fallen and he's fallen hard," Lorne explained.

"Really?"

"Yep, he tries to be respectful of Wesley and hide it, but I can tell he glows with it."

"Really?" Fred asked.

"Yes."

Just then Fred looked at the clock on Lorne's desk. "Crap! I'm supposed to have dinner with Wesley," Fred said as she quickly got up and headed for the door.

"What ever you do, do it soon!" Lorne called.

Xxxxxxxxxx

To Be Continued . . .

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	5. Breaking the News

Survival of the Sickest

Chapter 5: Breaking the News

By: Rogue-Slayer13

Disclaimer: The characters of Btvs and Ats belong to Joss Whedon, not myself.

Summary: See chapter one

Xxxxxxxxxx

Fred walked into Wesley's apartment to find an angry ex-watcher sitting on the couch reading a book.

"So nice of you to drop by," Wesley commented.

"Wes, I'm sorry. I had to cover for one of the lab techs."

"Really? I was going to ask if you got caught up talking to Spike." Wesley set the book down and got up from his spot on the couch.

"What's that supposed to mean?" Fred asked taken back slightly.

"You know what it means," Wesley said, walking toward Fred. "All you ever do is hang out with him."

"He's my friend, that's what friends do."

"Oh come on Fred, I see the way you look at him . . . the way you used to look at me."

"And what ways that?" Fred asked.

"Like the sun rises and sets with him. You only laugh when you're around him. You used to laugh around me!" Wesley said, raising his voice.

"Don't yell at me Wesley!" Fred replied, raising her own voice.

"I'm not yelling! I just can't believe you'd fall for someone like him! He's nothing like you!"

"Not outside, but inside he is. All anybody ever sees is the outside, but when he's around me, he let's me see the inside."

"And what's so bloody different about the two?" Wesley asked.

"One's William," Fred replied calmly.

"And that's what attracts you? _A nineteenth century poet_! He was a pounce his entire life Fred!"

"I can't believe you'd judge someone who is so much like yourself." Fred turned and headed out the door. "Besides, I think you're drunk."

"What's that supposed to mean?" Wesley called after her.

"It's over Wesley, you're not the same man I fell in love with," Fred replied sadly as she got in the elevator.

Xxxxxxxxxx

Spike hadn't been home for more then a few minutes when there was a knock on his door. Spike opened it to find a crying Fred standing on the other side.

"What's wrong Luv?" Spike asked as he closed the door behind Fred as she came into the apartment.

"Wesley and I had a fight."

"Oh, I'm sorry Pet, but you two will sort things out."

"No we won't," Fred stated.

"And why's that?" Spike asked.

"I broke up with him." Fred turned to look at Spike.

A mixture of emotions passed over Spike's face. "Why'd you break it off?"

"He's not who I thought it was. He's changed since the whole Illyria incident."

"Oh . . ."

"That's not all though," Fred added quietly.

"What else?" Spike asked.

Fred took a deep breath and let it out slowly. "I like you Spike. I like you lot and I can't go on pretending I don't."

Spike was quiet for a moment which caused Fred to begin to panic a bit.

_What if Lorne was wrong and he doesn't really like me?_ Fred thought as worry crept over her. _Oh well, you couldn't go on lying to yourself. _A voice replied in the back of Fred's head.

"I'm a vampire Pet." Spike looked up at Fred.

"I don't care. Plus, it's not like I haven't known that the entire time you've been here."

"How can you have feelings for something like me?" Spike asked.

"I don't know, but does anyone really know how love works?" Fred asked looking up at Spike.

Spike smiled, which turned into a huge grin.

"What's so funny?" Fred asked as Spike began to laugh. "I spill my heart to you and you laugh?"

"It's not that Luv, it's just I think you're the most unusual woman I've ever loved."

"And how's that?"

"Well, your human and you act and look the complete opposite of how I act and look and you're a Science Babe, which is a first for me."

"I wise man once said that he could see a Big Bad going after a Science Babe," Fred said.

"Really? Who was that?" Spike asked.

"Lorne."

"A wise man indeed," Spike commented as he pulled Fred into a hug and kissed the top of her head.

Xxxxxxxxxx

The End

I know this one went fast toward the end, but since I didn't get to work on it for so long, I got kind of burnt out on it and was running out of ideas. I thought it was better to finish when it was still good then to keep it going until it sucked and didn't get updated often.

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